November 2017 Professional Clients Only Page 1 BMO Global Asset Management (EMEA) Order Execution Policy 1. Purpose As part of the investment management services we provide, we place orders for our clients for various financial instruments with other companies for execution. This policy provides an overview of our order execution arrangements, including how we make sure that we consistently take all sufficient steps to obtain the best possible results for our clients when executing orders in all types of financial instruments. This is known as Best Execution and is linked to our duty to act in the best interests of our clients. 2. Scope BMO Global Asset Management (EMEA) is the group of legal entities made up of F&C Asset Management plc, all its subsidiaries and LGM Investments Limited. In the remainder of this document, any reference to we, us and our means BMO Global Asset Management (EMEA). This policy applies to client orders that any member of BMO Global Asset Management (EMEA) located in the EEA (European Economic Area) carries out with the exception of F&C Portugal, Gestão de Patrimónios, S.A. ( F&C Portugal ) and Thames River Capital LLP who maintain separate order execution arrangements. In this policy, client means anybody to whom we provide investment services and activities and who we categorise as a Professional Client under the rules of the UK Financial Conduct Authority (FCA). It includes any investment fund that we manage, whether structured as a UCITS or an Alternative Investment Fund (AIF). Different arrangements apply to Retail Clients invested in our range of retail products. We include information on our order execution policy for these products in the relevant product literature and terms and conditions provided to Retail Clients. Please see the Section 10 below for defined terms used in this policy. Financial Instruments This policy applies to transactions conducted in all types of financial instruments we invest in for clients, including: equities and equity-like instruments, including shares, depositary receipts, and exchange-traded products debt instruments, including bonds and money market instruments derivatives, whether exchange-traded (ETD) or off-exchange/over-the-counter (OTC), including interest rates derivatives, currency derivatives, equity and index derivatives, securitised derivatives, commodity derivatives, swaps and forwards and contracts for difference (CFD) units or shares in investment funds This policy does not cover trades in spot FX and physical delivered commodities. 3. Order Execution Our order execution arrangements are designed to make sure we consistently take all sufficient steps to obtain the best possible results for our clients based on a range of factors, including: price of the order size and nature of the order likelihood of execution and completion of the order speed and time to execute the order
November 2017 Professional Clients Only Page 2 costs, including explicit costs such as fees and commissions, and implicit costs, such as market impact any other consideration relevant to the execution of the order In determining the relative importance of each of these factors to an order, we use our commercial experience and judgment in light of available market information at the relevant time. We also consider any specific and general instructions given to us by clients, which may determine how we fill the order, and the characteristics of: the client and the services we are providing, for example their investment objective and risk appetite the order (including whether we execute it on a regulated market or off-market and whether it involves a Securities Financing Transaction) the financial instruments to which the order relates the execution venues to which we can direct the order, for example, in some markets with high levels of price volatility, timeliness of execution may take priority Ordinarily we prioritise price to achieve the best possible result for our clients. However, sometimes we may prioritise other factors, for example where there is insufficient liquidity immediately available on an execution venue to execute the order in full. 4. Choice of Venue When selecting one of the methods of execution set out in Section 5, we assess the execution venues available to identify those that enable us to obtain the best possible result for clients on a consistent basis. As a consequence, our client orders may be executed on any of the following: Regulated Markets; Multilateral Trading Facilities (MTFs); or global equivalents Organised Trading Facilities (OTFs); or global equivalents Systematic Internalisers (SIs); Liquidity pools; and Market makers or other liquidity providers and/or non-eea entities performing similar functions In assessing available execution venues, we take into account the following characteristics: Liquidity and price. These factors allow us to select liquid and price-efficient venues. Other venues may offer prices which improve on those our existing venues offer or the ability to trade significant additional order size at similar prices. We expect the market share that any venue commands to link closely, but not exclusively, to available liquidity and price. Credit and settlement risk (the risk that a trade fails to settle or a counterparty defaults prior to the trade maturing). We mitigate this risk by operating a detailed counterparty approval process. We only place orders with counterparties who we have approved for credit and settlement risk after appropriate due diligence. Performance, speed of access, and likelihood of execution. Costs, including explicit costs such as fixed fees (execution commission and fees/taxes) and implicit costs such as market impact. The main venues that we select for execution, including the counterparties with whom we place orders, are listed at Appendix I. 5. Method of Execution We generally execute client orders using one or more of the methods below. These methods include executing your orders outside a Regulated Market, MTF or OTF. There are consequences of doing this, including increased risk of a counterparty in a transaction defaulting prior to the trade maturing. On request, we can provide you with additional information on the consequences of transactions being executed outside a trading venue.
November 2017 Professional Clients Only Page 3 When placing an order with a counterparty for execution, we may instruct them to use a particular execution venue (based on the process set out in Section 4 above). Alternatively, we may allow the counterparty to select the trading venue, where we are comfortable that they have appropriate arrangements in place on choice of venue to enable us to comply with our Best Execution obligations. One BMO Global Asset Management (EMEA) entity may also transmit orders for execution to another entity covered by this policy. The methods and relevant factors we use to execute client orders are: 1. Equities and equity-like instruments shares, depositary receipts, exchange traded products Traded on an exchange by any of the following: (i) (ii) (iii) placing orders with an approved counterparty (either a broker acting as agent for our clients or a market maker providing Request for Quote (RFQ)) executing orders with a Regulated Market, MTF or SI, either directly or via an approved counterparty who is a participant in those trading venues algorithmic trading, where we trade an order in line with pre-set parameters, using an approved counterparty s execution strategies Outside of a Regulated Market or MTF (OTC), with an approved counterparty. The availability of liquidity across a number of different venues and of in-depth price discovery means that we place the highest importance on price and then costs associated with execution. Where stocks are less liquid, then speed and likelihood of execution increase in importance. However, price or cost will likely remain the most important factors. In order of importance, the factors we consider are: 1. Price 2. Costs 3. Speed 4. Likelihood of Execution 5. Size 6. Counterparty Risk 2. Debt instruments Bonds and money market instruments On venue (SI,MTF,OTF) or OTC by any of the following: (i) (ii) (iii) Request for Quote (RFQ) or other price auction with an approved counterparty acting as market maker, after obtaining competitive quotes from more than one such counterparty crossing a client order with a matching order from another client; we generally transact cross trades through an execution venue for minimal cost placing orders with an approved counterparty who is a broker acting as agent on behalf of our clients Across fixed income markets there are large variations in liquidity. So in illiquid markets we sometimes place the highest priority on likelihood of execution, although price remains of key importance. In order of importance, the factors we consider are: 1. Price 2. Likelihood of Execution 3. Speed 4. Costs 5. Size 6. Counterparty Risk
November 2017 Professional Clients Only Page 4 3. Derivatives (ETD & OTC) Interest rate derivatives, currency derivatives, equity and index derivatives, securitised derivatives, commodities derivatives, swaps and forwards, contracts for difference (CFD) On exchange/venue (SI,MTF,OTF) or OTC by: (i) (ii) (iii) placing orders with an approved counterparty who is a broker acting as agent on behalf of our clients executing orders with a Regulated Market, MTF or SI, either directly or via an approved counterparty who is a participant in those trading venues Request for Quote (RFQ) or other price auction with an approved counterparty acting as market maker after obtaining competitive quotes from more than one such counterparty Across derivative instruments (ETD & OTC) there are large variations in liquidity or sometimes only one venue is available. As such, we sometimes need to place the highest priority on likelihood of execution, our ability to retain anonymity in the market and a need to prevent information leakage (which could lead to adverse price movements). However, price remains of key importance. In order of importance, the factors we consider are: 1. Price 2. Likelihood of Execution 3. Speed 4. Costs 5. Size 6. Counterparty Risk While specific OTC instrument(s) may not have a published price, we can compare price at the point of execution using the latest available market data from live feeds from brokers/banks to make sure it is fair and meets our best execution obligation. 4. Investment Funds Where there is only one possible execution venue and price available for shares/units in an investment fund, we fulfil our obligation by timely placement of the trade. 5. Securities Financing Transactions We typically do not use the same execution venues for Securities Financing Transactions as other transactions. This is because we use them for a different purpose as a source of funding. Our choice of venue for such transactions is limited to counterparties with whom we can agree bilateral terms before execution and with whom there is demand for the financial instruments we will provide in exchange for cash. 6. Specific Instructions If a client provides us with specific instructions (including standing instructions where appropriate) on how we should execute an order or a part of an order, we must follow them. We are then treated as having met our Best Execution obligation for the order, or part of the order, to which the instructions relate. N.B. in practice, any specific instruction may prevent us from taking the steps set out in this policy to obtain the best possible result when executing any client order. 7. Transactions where Best Execution has limited scope The nature of certain transactions means that there is only one execution option available. In such circumstances we are treated as having met the Best Execution obligation. These instances are as follows: where type of transaction means there is only one possible execution venue (for example a trade in an emerging market equity) and so the only relevant execution factor is time of execution a highly structured transaction, which may be OTC and may have a unique contractual structure; this means it is challenging to compare it with transactions in other financial instruments on a central trading venue where we choose to use a single execution venue for particular transaction types on the basis that we can show this allows us to consistently obtain best execution compared to alternate venues
November 2017 Professional Clients Only Page 5 Certain services that we provide to clients may involve using third party sub-managers. Where this is done, we may, after carrying out due diligence, elect to rely on the best execution policy of the relevant sub-manager provided that they agree to comply with FCA rules on Best Execution and to review this policy. 8. General Terms of Order Handling We comply with a written Aggregation and Allocation Policy whose aim is to make sure we execute client orders promptly, fairly and in a timely manner, unless prevailing market conditions mean that this could compromise execution. 9. Monitoring and Review We regularly review the effectiveness of our order execution arrangements and this policy and also assess the execution venues listed in it. We then implement improvements as appropriate. We also do this whenever a material change occurs that could impact one of the execution factors or another consideration relevant to order execution and so affect our ability to provide Best Execution. We also regularly review whether the execution venues we use to execute orders provide the quality of service we require to consistently obtain the best possible result for our clients. We do this using Transaction Cost Analysis to quantify execution quality and identify trends and outliers. We will also review this policy and the execution venues or entities to which an order is transmitted whenever a material change occurs. We publish any material change to our order execution arrangements and to this Order Execution Policy on our website at http://www.bmogam.com/documents/best-execution-policy-overview-professional-clients/. We also use this link to publish at least annually our top five execution venues for each financial instrument in terms of trading volumes and our report on the quality of execution obtained. We have a robust governance framework in place around order execution processes and outcomes. The relevant committees are responsible for oversight of practices and review of this policy, and include representation from Business Management, Dealing and Compliance. 10. Definitions Multilateral Trading Facility (MTF) a regulated multilateral system operated by an investment firm or market operator which brings together multiple buyers and sellers interested in trading Financial Instruments - in the system and in line with its non-discretionary rules - in a way that results in a contract. Organised trading facility (OTF) is a regulated multilateral system, which is not a Regulated Market or MTF, and in which multiple buyer and seller interested in trading bonds, structured finance products, emissions allowances, or derivatives, are able to interact in a way that results in a contract. Professional client a client that is either a per se professional client or an elective professional client as defined by the rules of the Financial Conduct Authority (FCA). Regulated Market a regulated multilateral system operated and/or managed by a market operator, for example a traditional stock exchange, which brings together multiple buyers and sellers interested in trading in Financial Instruments admitted to trading under its non-discretionary rules - in a way that results in a contract. Securities Financing Transaction an instance of stock lending or stock borrowing or the lending or borrowing of other financial instruments, a repurchase or reverse repurchase transaction, or a buy-sell back or sell-buy back transaction. Systematic Internaliser an investment firm which, on an organised, frequent and systematic basis, deals on own account by executing client orders outside a Regulated Market or an MTF.
November 2017 Professional Clients Only Page 6 Appendix I Execution Venues at November 2017 List of Counterparties by Asset Class BMO Global Asset Management (EMEA) uses a number of Algorithmic trading tools provided by the following counterparties: Credit Suisse Securities Europe Ltd Exane Ltd Goldman Sachs International Jefferies International Ltd Liquidnet Europe Ltd Merrill Lynch International Morgan Stanley & Co International PLC Sanford C Bernstein Ltd UBS AG Investment Technology Group Ltd counterparties for trading Equities: ABN AMRO Bank NV Arden Partners PLC Auerbach Grayson & Co LLC Avior Capital Markets Internaltional Ltd Banco Comercial Portugues SA Banco Santander SA Barclays Bank PLC BB&T Capital Markets Bell Potter Securities Ltd/Australia BGC Brokers LP (Mint Partners) Cantor Fitzgerald Europe Bloomberg LP (EMSX & TSOX) Bloomberg Tradebook Europe Ltd BMO Capital Markets Ltd BNP Paribas SA Btg Pactual Europe Llp Canaccord Genuity Ltd Carnegie Investment Bank AB Cenkos Securities PLC Charles Stanley & Co Ltd China International Capital Corp Hong Kong Securities Ltd CIMB Securities Singapore Pte Ltd Citigroup Global Markets Ltd CLSA UK Commerzbank AG Cooperatieve Rabobank UA (Rabobank) Credit Suisse Securities Europe Ltd Daiwa Capital Markets Europe Ltd Danske Bank A/S Deutsche Bank AG DNB Bank ASA Edelweiss Securities Ltd Egyptian Financial Group-Hermes Holding Co Exane Ltd Exotix Partners LLP finncap Ltd
November 2017 Professional Clients Only Page 7 Flow Traders BV Goldman Sachs International Goodbody Stockbrokers Green Street Advisors UK Ltd Ho Chi Minh City Securities Corp HSBC Bank PLC ICBC Standard Bank PLC India Infoline Ltd ING Bank NV Instinet Europe Ltd Intermonte SIM SpA Investec Bank PLC Itau BBA USA Securities Inc J&E Davy Holdings Jane Street Financial Ltd Jefferies International Ltd Joh Berenberg Gossler & Co KG Jonestrading International Ltd JP Morgan Securities PLC KCG Europe Ltd Keefe Bruyette & Woods Ltd Kempen & Co NV Kepler Cheuvreux SA Kotak Securities Ltd Liberum Capital Ltd Liquidnet Europe Ltd Macquarie Capital Europe Ltd MainFirst Bank AG Merrill Lynch International Millennium BCP Investimento Mirabaud Securities LLP Mizuho International PLC MM Warburg & CO KGaA Morgan Stanley & Co International PLC Motilal Oswal Securities Ltd Mubasher Financial Services BSC MUFG Securities EMEA PLC Natixis SA Nomura International Plc Nordea Bank Finland PLC/London Nplus1 Singer Capital Markets Ltd Numis Securities Ltd Oppenheimer Europe Ltd Panmure Gordon UK Ltd Peel Hunt LLP Piper Jaffray & Co Raiffeisen Centrobank AG RBC Europe Ltd Redburn Europe Ltd Renaissance Capital Ltd Robert W. Baird & Company Sanford C Bernstein Ltd Shore Capital Stockbrokers Ltd Skandinaviska Enskilda Banken AB Standard Chartered PLC
November 2017 Professional Clients Only Page 8 Stephens Inc Stifel Nicolaus Europe Ltd Stockdale Securities Ltd Svenska Handelsbanken AB Tullett Prebon Securities Ltd UBS AG UniCredit Bank AG Unlu Menkul Degerler AS Whitman Howard Ltd William Blair & Co LLC Winterflood Securities Ltd Maybank Kim Eng Securities Pte. Ltd Raymond James Financial International Ltd Bank Degroof Petercam SA Investment Technology Group Ltd ABG Sundal Collier ASA Forsyth Barr Ltd Wood & Co counterparties for trading Fixed Income Abbey National Treasury Services PLC ABG Sundal Collier ASA ABN AMRO Bank NV Australia & New Zealand Banking Group Ltd Banca IMI SpA Banco Bilbao Vizcaya Argentaria SA Banco Comercial Portugues SA Banco Itau BBA International Banco Santander SA Barclays Bank PLC BB&T Capital Markets BGC Brokers LP (Mint Partners) BMO Capital Markets Ltd BNP Paribas UK Ltd CaixaBank SA Cantor Fitzgerald Europe CIBC World Markets PLC Citigroup Global Markets Ltd Commerzbank AG Cooperatieve Rabobank UA (Rabobank) Credit Agricole Corporate and Investment Bank SA Credit Suisse Securities Europe Ltd Daiwa Capital Markets Europe Ltd Deutsche Bank AG DZ Bank AG Exane Ltd Exotix Partners LLP Goldman Sachs International HSBC Bank PLC ICBC Standard Bank PLC ING Bank NV J&E Davy Holdings Jefferies International Ltd JP Morgan Securities PLC KCG Europe Ltd
November 2017 Professional Clients Only Page 9 King & Shaxson Ltd LBBW (Landesbank Baden-Wuerttemberg) Liquidity Finance LLP Lloyds Bank PLC Macquarie Bank Ltd Merrill Lynch International Millennium Advisors LLC/North Carolina Millennium BCP Investimento Mirabaud Securities LLP Mizuho International PLC Morgan Stanley & Co International PLC MUFG Securities EMEA PLC Natixis SA Nomura International Plc Nordea Bank Finland PLC/London Oppenheimer Europe Ltd Piper Jaffray & Co Raiffeisen Bank International AG RBC Europe Ltd Renaissance Capital Ltd Robert W. Baird & Company Royal Bank of Scotland PLC/The RW Pressprich & Co Scotiabank Europe plc Skandinaviska Enskilda Banken AB SNS Securities NV Standard Chartered PLC Stifel Nicolaus Europe Ltd Toronto-Dominion Bank/The Tullett Prebon Securities Ltd UBS AG UniCredit Bank AG VTB Capital plc Wells Fargo Securities LLC counterparties for trading FX Forwards Bank of Montreal Barclays Bank PLC BNP Paribas SA Canadian Imperial Bank of Commerce/Canada Citigroup Global Markets Ltd Cooperatieve Rabobank UA (Rabobank) Deutsche Bank AG HSBC Bank PLC ING Bank NV JP Morgan Securities PLC Royal Bank of Canada Westpac Banking Corp counterparties for trading ETD ADM Investor Services International Ltd Barclays Bank PLC BNP Paribas SA
November 2017 Professional Clients Only Page 10 Citigroup Global Markets Ltd Goldman Sachs International Mako Financial Markets Partnership LLP Merrill Lynch International Morgan Stanley & Co International PLC Nomura International Plc RBC Europe Ltd UBS Limited counterparties for trading OTC Derivatives & Securities Financing Transactions Abbey National Treasury Services PLC Bank of Nova Scotia/The Barclays Bank PLC BNP Paribas SA Citigroup Global Markets Ltd Cooperatieve Rabobank UA (Rabobank) Credit Suisse International Deutsche Bank AG Goldman Sachs International HSBC Bank PLC ING Bank NV JP Morgan Securities PLC Lloyds Bank PLC Merrill Lynch International Morgan Stanley & Co International PLC Royal Bank of Canada Royal Bank of Scotland PLC/The UBS AG List of Electronic Platforms/MTFs by Asset Class electronic trading platforms/mtfs for trading Fixed Income: Bloomberg MarketAxess Tradeweb electronic trading platform for trading collective investment scheme: Calastone electronic trading platform/mtf for trading FX forwards: FX Connect